Resolutions passed at the court ordered meeting.

At the Court-Ordered Meeting of the Shareholders of Cornerstone Insurance Plc ("the Company"), duly convened and held virtually via Zoom from 10, Bankole Oki Street, Ikoyi, Lagos, on the 26th day of June 2026, the following sub-joined resolutions were proposed and duly passed as a Special Resolution of the Company:

1. THAT the Scheme as set out on pages 21 to 26 in the Scheme Document dated June 15, 2026, with, or subject to such modification, addition or condition agreed at this meeting and/or approved or imposed by the Court, a printed copy of which has been submitted to the meeting and, for purposes of identification, endorsed by the Chairman, be and is hereby approved.
2. THAT all the Admissible assets, liabilities, and undertakings including but not limited to the real properties, contractual rights and obligations and intellectual property rights and licenses related to the non-life insurance business of the Company, be transferred to and vested in FIN Insurance without any further act or deed as set out in the Scheme.
3. THAT Cornerstone Insurance Plc be authorised to receive Inadmissible Assets as well as real property, and any excess capital in FIN Insurance without any further act or deed as set out in the Scheme.
4. THAT all legal proceedings, claims and litigations pending or contemplated by or against Cornerstone Insurance, (which relate to the non-life insurance business of Cornerstone Insurance), be continued by or against FIN Insurance after the Scheme is sanctioned by the Court.
5. THAT all admissible assets, liabilities and undertakings including but not limited to the real properties, contractual rights and obligations and intellectual property rights and licenses related to the life insurance business of the Company, be transferred to and vested in Cornerstone Life Assurance Limited without any further act or deed as set out in the Scheme.
6. THAT all legal proceedings, claims and litigations pending or contemplated by or against the Company (which relate to the life insurance business of Cornerstone Insurance), be continued by or against Cornerstone Life Assurance Limited after the Scheme is sanctioned by the Court.
7. THAT the Company's name be changed to Cornerstone Holdings Plc, to reflect its new status as a non-operating holding company.
   
   
8. THAT the directors of the Company be authorised to alter the objects clause of the Memorandum and Articles of Association of the Company to reflect the change in the nature and business of the Company from an operating insurance company to a non-operating holding company
9. THAT the directors of the Company be authorised to engage the services of such financial, legal and other professional advisers as may be required to implement the Scheme.
10. THAT the directors of the Company be authorised to take such other actions or steps as may be necessary to give full effect to the Scheme and to the foregoing resolutions.